The Lonely Waltz
by ChibiRinni
Summary: When Marinette's miraculous is nearly taken, she decides to reflect and relax on her balcony. Little did she know her soft voice would attract a concerned Chat Noir. When these two lost souls sing a song of loneliness and hope, thinking of the one they love the most, the only thing left to do... is have a waltz.


**Author notes:** Hi everyone! I swear I'm not dead and neither is my YGO fanfictions (my muse has run off, but sends me postcards so things are moving super slow). I have had to change a lot of my priorities with life and took a long hiatus. I wish life wasn't such a roller coaster, but before the track shifts again I wanted to get this out. Please be kind as it's been a WHILE since I last wrote anything not work related.

This is also my first Miraculous Ladybug fic! I have a certain little **Pixie** friend that keeps encouraging me to go for it and stop overthinking things, so here is my attempt of jumping to a new fandom that isn't full of yaoi. I also can't recall whether or not Marinette/Ladybug has sung in front of her friends/Chat (I'm not counting the Christmas episode as it was meant to be a musical) so I'm going with "she is embarrassed to sing in front of others" for the sake of this story. There IS mention of Season 3 episodes, so be aware there may be spoilers! I hope you all like it.

**Disclaimer:** I do not own or have anything to do with Miraculous Ladybug. I am just a writer playing with these characters. However, I DO own the songs/poems that Marinette/Chat sings as I wrote them for the story and they mirror each other. I'll leave them at the bottom for your enjoyment.

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"Faster… I just… huff, huff... need to be… huff... faster," he panted, his legs pumping swiftly under him, dashing faster than before. He could feel the burn in his limbs, but he pushed himself further, leaping from rooftop to rooftop on foot. Long legs covered in black leather stretched wide as his boot reached out to spring off from the ledge. It was like flying.

'_If I don't... then… I might be too late… last time… I was almost too late.'_ The rush of the wind through Chat's ruffled hair didn't relax him like it normally did, but his mind was focused on something else… someone else, as always.

"Faster… faster!" The city lights blurred and his emerald eyes teared from the wind, even through his mask. A loose shingle caught the tip of his boot, launching him forward.

"AAHH!" Chat cried out in surprise. He quickly tucked into himself, his shoulders and back taking the brunt of his crash landing. As he rolled closer to the edge of the building he shot his feet out and tried to spring back into the air. With a little assist from his baton, Chat was able to stop his tumble and collapsed onto his back to catch his breath. His chest rapidly rose and fell to fill his aching lungs with air. Everything was starting to tingle painfully, but he closed his eyes and tried to relax his thudding heart. He'd be fine after a small break.

"Plagg… is gonna… want more camembert than… usual." The teen chuckled at his own comment, but remained where he was until his breath was caught. He wiped the sweat off his brow and took a long, deep breath and slowly let it out.

The sparkling stars glittered among the darkness of the sky and his emerald orbs watched as they flickered. They were the little beams of light in a dark world; just like his lady was to him, his light in the dark. A clawed finger connected the dots in a constellation of his partner's smiling face; his amazing Ladybug. A smile of bliss crossed Chat's face as he thought about his love. His dreamy state was short lived as he refocused on what was really bothering him.

"I need to work on my reflexes… I almost let him get her…" He muttered, balling his fist. "If Rena hadn't used her illusion…" The hero bit his lip, sat up, and glanced behind him. He'd raced through Paris and found himself on the outskirts of his favorite city. He needed to get back before his father realized he wasn't asleep in his bed.

"I'll practice every night if I have to. I won't fail you, my lady." Chat promised. At a much slower pace, he rose and began crossing the rooftops, pausing when he heard a soft melody. His cat ears twitched on his head towards the sound. Curiosity piqued, he headed towards it.

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"Are you still thinking about earlier?" A soft voice inquired to the young woman leaning on the balcony, looking at the stars.

There was a small pause and then a deep sigh, "Yeah… a little? I just… He got so close, Tikki. Hawkmoth almost got my miraculous… He almost got you. I mean… How can I _not _be thinking about it?" Marinette sagged against her balcony.

"Almost is only almost, Marinette. What's important is that he _didn't_. Your friends were there for you too." The small red kwami pat her human's cheek in comfort. "Try not to worry."

"Thanks Tikki." Marinette smiled and nuzzled their cheeks together. "I'll try to move passed it… besides, Chat doesn't let me down when it's important… I just wish…" She paused for a moment, losing herself in thought.

"You wish for…" Tikki probed.

"For…" She sighed, "Nothing… Forget I said anything about it. I need to move on and learn from it, right?" Marinette gave her friend a small smile. Tikki smiled wide and nodded in return.

"That's the spirit Marinette!" Both of them laughed.

"I know what to do to distract us! I'll play that new instrumental CD that Luka gave me. It'll sound great with the speakers out here! Tikki, let's have some fun!" With a twirl and a skip in her step, the teen turned towards the trap door and tripped. With a yelp of surprise, she tumbled into her room.

"Marinette! Are you ok?" Tikki squeaked in concern as she dove after her friend, hovering just above the teen's face.

"Ouch… Yeah, I'm okay. Why am I always such a clutz?"

"Oh, Marinette." Tikki giggled with a shake of her head. She flew upwards and watched her holder hobble over to turn on some music. After a few minutes, they headed back up to the balcony.

"This is a nice melody… Did Luka write it?" The small kwami floated to her comfy spot on a small pillow hidden in a nearby planter. The smell of flowers always relaxed the happy creature.

"Yeah! It's one of his solo songs, but he said he doesn't have lyrics to it yet. He wrote all six of the melodies on this disk." Marinette closed her eyes and hummed along with the tune. "If I were to write the words…" A smile danced along her features as the words seemed to come to her from somewhere deep inside.

"It's not the look in your eyes; not the sound of your voice; it's this moment that I'm wrapped up in... We're just a speck here in time, where our hearts intertwine; so let's take this town for a spin…" Letting her mind get caught up in the song and the feelings it pulled from her, Marinette began to dance around her balcony. She started slow and rocked her shoulders with the beat. That led into a small sway until she found herself immersed in the music and the words from her heart.

"You see the stars in the sky, as we walk side by side; now we're holding hands like lovers do." Her voice carried into the night, catching the ears of a certain hero.

Chat landed silently on the rooftop across from Marinette Dupain-Cheng's home and family bakery. The soft voice he heard grew in strength and the green-eyed male smiled. His ears allowed the music to encompass his thoughts, but it was the lyrics that seemed to move him the most. Unable to resist, he made the final leap onto her roof and made himself comfortable.

"I go to look in your eyes, but I can't see your face. So is this a dream I fell into?" The tempo changed and so did Marinette's tone. Her brows lowered in sadness, but her eyes remained closed as she continued to sway.

"This song is for you, my heart and my soul. It's for you alone… So until that time, I'll be here so low, with my lonely waltz." Unaware of her audience, Marinette reached out her hands as if she had an invisible dance partner. As the melody continued she twirled herself around, her smile full of joy even if the song she was creating was more melancholy.

Chat watched his friend dance by herself. Her hips and back were _almost _in a perfect waltz position. Her steps were still on the clumsy side, but he could see the grace she had when she didn't think too much about what she was doing. As long as she moved and let the music guide her, she was perfect.

'_Perfect? Where did that come from?'_ Chat thought to himself. He watched Marinette more closely, looking for the direction of her rhythm. '_If only she had a partner…'_ Like lightning, an idea struck him. Throwing caution to the wind, he landed near her and waited for the right moment to slip into her missing partner's place.

"I know this world is so grand, like a big marching band," she smiled as her imagination ran with the music, "and there's no one else for me but you."

All of a sudden she felt warm. It was almost like someone had taken her hand and pulled her close, but it was just Tikki and her on her balcony. Instead of dwelling on it, she embraced the sensation her dream-like mind created for her. Her shoulders pulled back and she lifted her chin. If felt like the wind was guiding her as she floated around the small space. She let her dream and the sounds of the music draw her into a spell.

"To spend the day having fun, is all I want to do; Just a moment in this world -it's true..." Marinette felt the warmth pull away. In time with the music, she spun on one foot in place and relaxed when the warmth returned around her.

It her mind she was dancing with Adrien. He was spinning her and wowing her with his moves. The more her mind filled with thoughts of her crush the happier she felt. Her spirit didn't feel weighed down by anything. Nothing could touch her when he was around. Everything was right when they were together. Her face lit up with joy, even though her eyes remained closed, while Chat could only stare in surprise and amazement.

'_She looks so happy. I wish my lady would smile at _me _like that.'_

"This song is for you, my heart and my soul. It's for you alone… So until that time, I'll be here so low, with my lonely waltz… I dance alone until you." The image of Adrien began to fade and Marinette pulled herself away from the warmth of, what she still believed to be, her dream. She swayed alone and finished what was left of the melody with her closing lines.

"Only you… Me and my lonely waltz… I'm waiting for you." Her back bumped into the railing of her balcony and in a last little flourish, she leaned her back over it. She paused there as the song ended.

"Hehe. That was fun!" She chuckled and rightened herself. The music changed as a new melody began.

"Yeah it was! You have a beautiful voice, you know."

Marinette's eyes shot open and she jumped up onto her balcony railing in fright. She wobbled for a second, her voice choking out his name, "Ch-ch-CHAT!"

Chat Noir quickly reached out to steady her and pulled her down from the ledge. "Careful there, puurr-incess! I wouldn't want you to fall, all over seeing me." He wiggled his eyebrows while she smacked her fist against her own chest to slow her frantic heart.

"Not funny Chat Noir!" Marinette huffed and, not wanting to hurt him while expressing her embarrassment, smacked his chest lightly with her fists a few times. Here she was trying to relax from a long stressful day and he was trying to scare the daylights out of her!

"Sorry. I was… running around and heard something… I didn't know you could sing so well." He scratched the back of his head in guilt. It wasn't nice to spy or shock people, but he couldn't seem to stop doing that to Marinette -regardless of his form. He always caught her on her balcony when he was out and about. She was one of his, of Adrien's, best friends and a great person to be around.

"No one was supposed to hear that!" She hissed, her face darkening to a tomato red.

'_Oh my god! Someone other than Tikki heard me! Was I loud? Off key? Was my singing even making sense!? Who else could hear me!? What if… What if he somehow realizes that I sound just like Ladybug?! I mean, Idon'tknowifheheardLadybugsingbeforeornot!? DidIeversinginfrontofhimbefore!?'_ Marinette's thoughts swirled in a panic, melting into gibberish until all she was doing was worrying.

"Chat you can't tell anyone! Ineversinginfrontofpeopleandifsomeoneelseheardmeand…" She babbled and paced, yanking on her pigtails when a pair of strong hands gripped her shoulders. Her whole body froze in panic.

'_He knows! No, no, nonono! Now what do I do!?'_

"Marinette, please calm down. I'm really sorry for… eavesdropping. Sometimes I can't help it with these ears." Chat's ears drooped in shame. "I just heard really pretty music and… then I heard someone singing. Please don't be angry with me." Chat stared into her eyes for a moment, then quickly averted his attention to the balcony floor. "I just wanted to know who could sing so beautifully. You sing like my lady purifies butterflies: crisp, confident, and lovely."

Marinette's lips parted in surprise as her cheeks flooded with color for a different reason. '_He thinks I sing… beautifully? I sound confident?' _Instead of her mind panicking and racing out of control, it was her heart picking up speed. She rarely received compliments and wasn't sure how to respond. No one other than Tikki had ever complimented her on her singing before; she ignoring the fact that _only _Tikki had ever listened to her sing. Just when her confidence was building, her doubt came back full force, slowing her heart back to normal instantly. '_Just like… Ladybug?'_

"I… am nothing like Ladybug." Marinette huffed, pulling away from the boy in front of her and moved back over to the railing. She leaned over on her elbows, sighed, and glanced at the sky. "Ladybug is strong, confident, and not a clutz like me. She always seems to do the right thing when all I do is mess it up." There was a tiny voice muffled in the back of her mind trying to argue, but it was easy to ignore. Yes, she actually _was_ Ladybug, but she was only amazing because Tikki gave her power. Without her miraculous, she was just dumb, plain, and ordinary Marinette that would end up all alone. Why would Adrien ever want her? She wasn't good enough for him.

"That song wasn't for you to hear. It was for the boy I love… this stupid hopeless love." She sniffled, tears stinging her eyes. "I can't do anything right." A warm hand rested on her left shoulder, but she turned her face the opposite direction.

"It sounds like we're similar situations." Chat said softly after a moment of silence.

"No, we aren't." Her tone was curt and adimate. Chat's ears drooped until they were flat against his head.

"I can't even talk to him without making a fool of myself. I stumble my words and the wrong things come out... I just…" She quickly wiped at her eyes. '_Why am I crying? This is so stupid… First I'm worried because my miraculous almost got taken by Hawkmoth and now I'm all upset thinking about Adrien! Sometimes I wish…'_ She thought, deciding to state it out loud instead.

"Sometimes I wish I were someone else." The words flowed out in perfect sync as both Marinette and Chat Noir said the exact same thing. They turned their faces towards one another in surprise before Marinette jerked her attention back to the stars above.

"Marinette, how could you say that? You have a loving family, friends that support you, and you're talented in fashion! You have so much going for you. Me?" He stared at his gloved hands, sadness deepening his voice. "With one touch I can destroy everything. Nothing I have done has convinced my lady that my feelings are true. No matter how hard I work or how many times I come to her rescue… I'm just not… good enough." Chat sighed and joined Marinette in her star gazing.

"Chat… I'm sorry." Marinette's heart ached for the pain she, Ladybug, was causing him. If she hadn't fallen in love with Adrien, maybe she would have fallen for Chat instead. She didn't want to hurt him, but she couldn't give him false hope either. As she struggled with what to say, his words beat her to it.

"She's in love with someone else and that's nothing for anyone to be sorry about. I can only hold out hope that she will one day see how important she is to me… but… I don't want the person she loves to break her heart either. I want her to be happy, even if… even if there's no room for me." He sighed sadly, but smiled when they locked eyes again. "I'm sure the guy you love will-"

"He's in love with someone else too." Marinette cut him off, tears stinging her eyes again. "I thought writing my feelings down and giving him a letter would help, but I gave him a prescription I meant to pick up instead! I was so embarrassed when he handed it to me, especially for the kind of medicine it was… I even gave him this long speech telling him my letter was important… I don't remember if it was a week later or not, but… after that stupid mistake, we were practically alone when he was giving me a ride home… but all he said to me was how he's glad I'm his _friend_." A tear made its way down her cheek. She was far too embarrassed to admit to Chat that she'd nearly kissed Adrien by thinking it was his wax statue when it was really him playing a joke on her.

"But…" Chat's whole body froze. His mind whirled at the familiar situation she described. '_A letter instead of a... A prescription? Wait… Marinette gave __**me**__, gave __**Adrien**__, a… No… She can't be…'_

"That's when he told me he was in love with someone else… I'm just not good enough for him. No matter what I do or how hard I try, I just mess everything up. It's just… I don't _want_ to be his friend!" She sniffed and scrubbed her eyes again. "I mean, I don't _not_ want to be his friend, but… I wish I could tell him I love him as… _more_ than a friend… He's just so _perfect_… and I'm just… me."

'_Marinette's in love with… someone?'_ His eyes widened in surprise, but he still didn't connect the dots. As far as he was concerned, his good friend was in love with someone who loved someone else. He'd been right the whole time; they **were **in the same situation! Maybe he could help her find a solution.

"Sorry… You didn't come here to listen to my problems." She wrapped her arms around herself as if she were cold, but her cheeks reddened in embarrassment. She just spilled her guts to Chat and out of nowhere! What was wrong with her? First Hawkmoth, then Adrien, and now she's telling Chat everything when she's breaking his heart as Ladybug? Why was life so cruel?

"It's okay, Marinette. Sometimes we need to talk to a friend… Is this boy really that important?" He watched her body language: the way her eyes stared at the ground, the way she seemed to shrink away for a brief moment, and even the way her cheeks reddened. Yes, that was the look of someone in love.

"He's the _most _important… I wish he'd notice me." Marinette looked up and locked eyes with the superhero in front of her. His eyes were so green, not as nice as Adrien's, but they were full of sorrow. She'd seen a similar look in her crush's eyes, usually when he was forced to stay home instead of having fun with his friends. Was Chat _really _in love with Ladybug? If he knew she was the real Ladybug, she was sure he'd never want to fight alongside her. A tear she didn't expect slid down her cheek.

"If he doesn't notice an amazing person like you, then he must be blind." Chat said firmly. "Marinette, you are such a kind and caring person. Everyone likes you and you have so many friends. You'll never have to worry about being alone." He gently wiped the tear away and pulled her into a tight hug.

A stab of pain hit her in her chest. Chat thought Adrien was blind and how she was an amazing person? How could he think such things when she was currently the one breaking his heart? He'd hate her if he ever found out she was Ladybug. More tears came to her eyes and flowed freely down her cheeks. She didn't want Chat to hate her! Her lips parted, but a hiccup was the only sound she could make.

'_Oh no! Did I make her cry!?'_ Chat panicked internally, hugging her even tighter in apology. He was surprised when she tightened her arms around him.

"I'm so sorry!" It came out as a shaky squeak as she buried her face into his chest. Her body shook as she tried to keep the sobs from escaping. Her nose clogged and every breath she took made her hiccup. A whine of sorrow squeaked out and she held her breath until it passed.

"It's… okay… You don't have to hold back on my account." The teen whispered into Marinette's ear. He rubbed her back as he tucked her head under his chin. She needed someone right now and he wasn't going to turn away from a lady in need.

This only made her tears flow faster. '_I'm a horrible person… I'm hurting Chat… and he's comforting me... He can't know that I'm really… Ladybug.'_ The slow circles of warmth on her back gave her goosebumps. It relaxed her, which only seemed to upset her more. '_I don't deserve you… Ladybug doesn't deserve you.'_

"I wish I could take your pain away." Chat whispered. Every time she shook, his own heart ached. '_How could this guy hurt such a great person like Marinette? She's smart, kind, friendly, and the most positive person I've ever met. She always makes me smile, even when she's acting silly and talking funny to make me laugh. She always knows what to do to help out a friend.'_ He sighed to himself, '_I'm doing a horrible job at this friendship thing.'_

"I wish I could… do that for… you too." Marinette croaked out and hugged him even tighter. She could hear his heart beating swiftly and nuzzled her face into his chest when he rubbed his cheek against her head.

Chat took a deep inhale of her hair. She smelled like baking bread and pastries. It made him hold her closer as he continued to breathe in her scent. Like two lost souls that finally found peace, they relaxed into each other's arms and stayed that way until her tears began to dry. She slowly released her grip on him and gently pushed her palm against his shoulder. When he pulled away, she quickly turned her back to him and wiped her cheeks.

"Do you feel better?" The blond asked slowly. His eyes scanned for tissues and he spotted a box next to a lounge chair. He pulled a few out and handed them to her over her shoulder. He gave her a little privacy as she blew her nose and fully cleaned her face.

"A little," Marinette barely whispered, "I didn't mean to ruin your evening." When her eyes lifted they widened in realization that Tikki was still in the potted plant, watching the entire thing. Her kwami looked concerned and… startled? Before Marinette could be sure, her small friend quickly hid behind the leaves of the flowers.

"You didn't ruin anything, Marinette. I'm just sorry I'm not able to do more." Chat stepped forward and draped an arm around her shoulders. His eyes closed and he nuzzled her hair again. The smell of her was comforting and, for a quick second, he wished to hold her forever. '_If only my lady would let me get this close.'_

"Ladybug doesn't deserve a kitty like you." The girl whispered harshly, her voice heavy from her crying.

He flinched, eyes opening. "Don't say that. Ladybug is-"

"Breaking your heart." Marinette grumbled as she cut her partner off.

"No, she's-" Chat tried again, only to be interrupted.

"Doing it on purpose." She huffed, angered at herself.

"Marinette!" Chat Noir pulled away and stared in shock at the back of his friend's head. "Ladybug isn't like that. No one can help who they fall in love with. It just happens. Sometimes there's no reason behind it."

"What if you already _knew_ Ladybug?" Marinette snapped. Tikki came out of her hiding spot with a horrified look.

The kwami shook her head back and forth and silently mouthed the words, "Marinette, no!"

"If I… knew her?" His head tilted in confusion and contemplation.

"You're not always Chat Noir. You're just like me when you aren't a superhero, right? Just a normal, everyday person, right?" Her hands tightened into fists that she brought up to her heart. She took a few deep breaths, ignoring the look on Tikki's face, and turned around to face her friend.

"I… have a civilian form. Is that what you mean?" He tilted his head the other direction. What was she getting at?

"Yes… and… Ladybug has one too, right?"

"Yeah, but we don't know who we are as civilians. It's to protect our loved ones." The blond explained, a sad smile touched his lips.

"Then how do you know you haven't already met her and you don't like her regular self?" For a moment her eyes pleaded with him.

"I… don't think I have… I'd recognise her." He gave her a big smile. "My heart would know her, even as her civilian self." He didn't expect the shake of her head.

"No… you wouldn't." She took a deep breath and let it out slowly. "You… aren't looking at any girls _except_ for Ladybug, aren't you? She could be… the girl sitting next to you on the bus. The girl… eating lunch at a nearby table. The girl struggling to be… confident. The girl you least expect… You're too focused on her being perfect that you can't see her flaws."

"I…" Chat Noir frowned and thought about what she'd said. "Couldn't… couldn't you say the same about yourself? Wait… You aren't saying this because you're still in love with me like before, right?" He said it slowly, not wanting to upset her further.

"I was _not _in love with you! I… you surprised me and it just came out. I was thinking about someone else and I didn't know how to take it back. Then my dad got Akumatized over it." Marinette shook her head and let out another breath.

"Oh… But… then Ladybug saved you."

"I saved _myself_! I found the flower and the akuma flew out if it! She only… purified the akuma and got me back in my room. Do you even know anything about the _real_ her?" She sighed. '_What am I doing? I'm practically telling him I'm Ladybug! I need to stop talking. I need to change the subject.'_

"I… never thought about it… Maybe you're right. I might not know a lot about her, but I know all that I need to. She's a great person. Sometimes that's all that matters." His heart still ached. Hugging Marinette had eased his pain, but he knew his love was true. He loved his lady.

"I'm sorry… I'm upset and taking it out on you. That's not fair of me." She whispered and forced herself to smile. "I'm sure… if the guy she loves didn't have her heart… she'd give you a chance." It was the truth. Had Adrien never won her heart with his kindness, she might have given in to Chat's flirtations. She saw him smile sadly.

"Thanks Marinette… Do you feel any better?" Chat wanted to hug her again, but held himself back. Maybe that was making her feel awkward and even more upset?

"A little… You're a good friend Chat… I'm going to keep trying to talk to him. I shouldn't give up until he actually tells me I have no chance."

'_If Ladybug didn't already have my heart, I think I would have fallen for you.'_ He thought to himself. His ears suddenly perked up as the familiar tune of the song she had been singing played a second time. He gave her an honest smile and held out his hand as an idea formed. He watched her hesitantly reach out and so he began to sing.

"It's not the skip in your step," he took her hand and pulled her closer, "Not the sound of your laugh. It's this evening that I'm all lost in." Chat led her in a waltz around her balcony. "We're just trying to unwind, there's no looking behind. It's only your heart I want to win." He spun her around and was rewarded with a giggle. His eyes only closed when hers did, his voice continuing his own love song for his lady.

"I see the stars in your eyes, while we dance here in line; I think we're both learning something new." Chat dipped his friend and pulled her even closer, more like a hug than a dance hold. "Now we're swaying to this song, two friends getting along, but I promise I'm searching for you."

Marinette joined in the chorus she'd created, enjoying his spin on her lyrics. "This song is for you, my heart and my soul. It's for you alone. So until that time-"

"When you make me whole, I'm dancing a waltz." Chat cut her off by placing a finger to her lips as he changed the last bit of the chorus. Her eyes opened in surprise for a moment, but closed them again when she saw his eyes were shut. With their eyes closed, they let the music continue to lull them into the other's arms for comfort.

"I don't think this night is done… I'll agree this was fun, still there's no one else for me but you." He whispered it more than sang it to Marinette, but his thoughts filled with images of his lady. "I'm here holding your hand, acting like this was planned; just an evening in time -yes it's true!"

The blond twirled his dance partner in a circle, pulling her closer each time they came back together. The warmth and joy was not solely in their physical closeness and more in their connected souls. Both were suffering, longing for their love, and yet being near each other lessened the ache. Their bodies pressed flush together and yet neither one wished to stay separate for long. It felt right, dancing with the person they loved most, even if it was all in their minds.

"This song is for you, my heart and my soul. It's for you alone. So until that time, when you make me whole, I'm dancing a waltz." Their voices blended in the melody as they swayed to the slow beat.

"I swear to hold onto hope… Only you." Chat spin his partner one last time and pulled her in tightly. "Keeping my dreams alive… I'm waiting for you." He drew out the last word as he slowly dipped the girl in his arms. As the last notes of the melody played, he pulled her close again and opened his eyes to see… Ladybug?

Marinette opened her eyes and stared right into the emerald eyes of her love, Adrien. Her cheeks tinted pink as her smile widened. Her left hand moved from its place on his shoulder to cup his face instead. His arm tightened around her and she found herself leaning her face closer.

"Ladybug," Chat Noir whispered, eyes falling half shut as he leaned down. He'd wanted a kiss from her for such a long time.

"Adrien," Marinette whispered at the same time, her eyes following suit.

Just before their lips touched, it dawned on them that neither teen had whispered the name of who was actually in front of them. They weren't really seeing who they thought they were. Simultaneously they jerked their heads away, shock on both of their faces. When they searched the other's features, they'd realized it really _had _been an illusion; they'd been caught up in the magic of the moment. Hesitantly, they separated.

"S-sorry." Chat mumbled, scratching the back of his head nervously, his ears falling flat in shame.

"I-it's ok. N-nothing happened… We're just… friends having fun." Marinette finished and chuckled, swallowing around the sudden lump in her throat. Her cheeked heated until her whole face felt hot.

They both looked at the balcony floor, not sure what to say or do after such an embarrassing moment. The next song continued to play, but neither spoke. Each of them were a ball of nerves and panic.

Marinette was internally freaking out. '_How could I think Chat Noir was Adrien Agreste!? Not only that, but… I almost kissed him! How? How? How could I mistake this overly flirty, pun wielding Chat for my kind hearted, amazing Adrien Agreste? I mean… sure they both have blond hair and green eyes, but Adrien is a model and Chat... looks like he just got out of bed! My love has the most beautiful emerald eyes, not the muted shade of Chat's. So what if Chat's mask had a green shaded glass? It was probably for night vision-like stuff!'_ The young fashion designer mentally pulled her pigtails as she argued and compared the two boys. She shouldn't have mixed them up and yet, she did. She could feel the heat steaming off her face and hoped her partner didn't notice.

Chat was worrying over how and why he'd mistaken Marinette for his lady! '_Marinette is my __**friend**__, but… my lady is something more, something different. S-sure they have the same blue eyes and… and hair styles, but that shouldn't have confused me! Is Marinette copying Ladybug's style, by chance? Is that why I thought… It's very possible since she's a fashion designer! I mean, Ladybug is really popular and even Chloe has a convincing costume! I'm sure that's why Marinette has her hair like that. Did I make her uncomfortable? Or am I worrying over nothing? It was just an accident that I mixed them up!'_ He was thankful for his gloves as he was sure his hands were soaked in nervous sweat.

"W-wow! Look at th-the late! It's g-getting t-time!" Marinette stuttered and yawned dramatically. "I should bed to head! I mean, head to snooze! Sleep! I mean sleep!" Her voice squeaked and she chuckled nervously, as if she were talking to Adrien.

"Y-yeah, I should be going… Do… do you feel better? I…" Chat mumbled then leapt up to perch on the railing of her balcony. Maybe if he put more distance between them his heart would slow down. There was no reason for it to be beating this fast in the first place!

"I'm good… T-Thanks Nat Chior. I mean, Chat Noir!" Marinette felt like smacking herself. What was wrong with her?

"Don't mention it, Puurr-incess. I'm always around if you need me." He smiled genuinely and truly believed that to be the case, even if his heart was erratically beating in his chest. They stared at each other for a few more seconds, both waiting for… something. It was a heavy silence as though they wanted the other to say something more, but both were too caught up in their own minds to speak what their hearts were trying to whisper to them.

A few more minutes passed before he chuckled to himself and waved goodbye. "Goodnight, Puurr-incess." Butterflies danced in his stomach as he leaped to the nearest building, using his baton to catapult him further. He barely heard her whispered goodbye, but pushed it to the back of his mind. It didn't take him long to make it back to the large mansion his father called home.

Chat slipped in through his bathroom window with ease, feeling rejuvenated from spending time relaxing with a friend. Returning to his prison- er- home, the weight of what almost happened hit him in the chest yet again. He almost _kissed_ Marinette! She was his friend and he almost ruined that, even if she didn't know that he was Adrien under the mask and power of Chat Noir. Beginning to feel guilty, he took a slow, deep breath.

'_I didn't want to leave her… but why? She smelled so good and I felt… happy… Is something wrong with me?'_ He frowned as he whispered, "Claws in."

Plagg dramatically dropped on the floor near his feet and moaned as he clutched his stomach. "The pain!" He whined, "I'm withering away! Must… have… camembert!" His act usually made his human laugh, but the model seemed to be lost in thought. He watched the teen reach for the not-so-secret-stash of smelly cheese and handed a wedge to him, but he could tell something was wrong with his holder. He inhaled the cheese before flailing his arms around, trying to make him smile.

"Not… enough… too weak… need more!" Another wedge was handed to the kwami with no smile, laugh, or even acknowledgement. Even demanding a third wedge didn't snap his friend from the trance the teen seemed to be in.

"Hey Kid! What is with you?" Plagg snapped and floated up to be face to face with his human. He watched the clouded green eyes blink as if just realizing that he was being spoken to.

"Oh… uh… I was… thinking." Adrien began, ruffling his own hair as his eyes grew distant again.

"That girl, Marinette… She seems nice. Are you sorry you didn't kiss her?" Plagg teased, only to see a panicked look cross his holder's face.

"What!? No! Marinette is just a friend, Plagg! I'm just glad she didn't… slap me or something! I almost kissed someone who _wasn't_ my lady!" The teen model felt torn. It had felt so natural holding his friend and dancing, like they had at parties when they had the chance. Still, it was his _lady_ that he really wanted to dance with.

"You sure looked all chummy to me." Plagg pointed out, lifting the wedge of cheese to his mouth, but his friend confused the kwami further. It was obvious the two humans _liked_ each other, so what was the real issue? Why were humans so complicated?

"Hey, Plagg?" Adrien said after a few moments. He changed out of his clothes and tugged on a night shirt and pants.

"What kid?"

"Do you think I'd be able to figure out who she is under the mask? I'd be able to tell who she was really fast, right?" The hopeful tone was lacking in confidence.

"You? Find your Ladybug out of a crowd?" Plagg couldn't help chuckling, knowing that his friend was really blind. "Nah, kid, you're too-"

Adrien could help cutting Plagg's comment short and grinned cheekily, "Smart?" His grin widened as his friend stared at him silently, the cheese in the creature's hands lowering.

Plagg blinked after a long pause and tried again, "Uh, I was gonna say-"

"Talented?" The blond interrupted his kwami a second time. His smile grew slightly wider, stretching across his face in an unflattering way.

The ancient being flitted around for a moment while his holder continued to grin wider, almost too happily. Frankly, the kid was starting to worry him more than usual. He nervously stammered, "W-well…"

"Romantic?" The grin stretched from ear to ear, making Adrien look almost maniacal.

When a look of pain flashed in the teen's eyes, the little black cat kwami gave up. With a small shake of his head he murmured, "Sure kid… sure."

The maniacal smile shrank to a more normal smile, much to the relief of Plagg. Adrien looked out his window with a dreamy stare. A new plan to win Ladybug's heart was brewing in his mind. Maybe Marinette was right. Maybe he'd been so focused on his lady as a superhero that he might not notice her as a civilian. All he had to do was find her civilian self and sweep her off her feet! His confidence shot through the roof, determined that he'd recognize his lady in public with little difficulty. All he had to do was look for her! Besides, it didn't matter who she was or what she looked like; he'd love her just the same.

"I know what I'm going to do to win her heart, Plagg!"

"Oh no, not this again!" Plagg grumbled, wanting to smash his face into the wall. The comment he couldn't get out kept repeating in his mind: '_You're too OBLIVIOUS! She was literally in your arms moments ago!'_

"I mean, I'm not looking at other girls to _replace _Ladybug, but I'll look for things that are _similar _to her! If I can just find out her civilian self… then I can show her how much I love her. Then we'll kiss and move in together and..." As Adrien babbled, his kwami tuned him out.

The small black creature floated to the other side of the room and slowly munched on his favorite cheese. Normally he'd eat it whole -like his previous pieces, but hearing himself chew helped drown out the ramblings of his Ladybug obsessed holder. Plagg wasn't sure how long he took to finish his wedge, but once he finished swallowing he heard the calling of his name. With a sigh the small creature turned back towards Adrien.

"What now?"

"Plagg… Something just popped into my mind. Marinette she…"

"Yeeeessss?" Plagg whined, waiting for the teen to finally put everything together. '_Didn't Marinette given you enough clues and hints? She even said your _**name **_when you almost kissed! Come on!'_

The kwami waited with bated breath, but as the blond continued think, he couldn't help his outburst. "What!?"

"It's just… Marinette… She's such an amazing friend!" Adrien frowned when he saw his kwami slamming his forehead into the wall. "Plagg? Are you ok?"

"Grr, yeah! Fine!" The cat creature huffed, ignoring the pounding in his head.

"Wait… She said something… a name. Hey, Plagg? Did you hear what name Marinette whispered? Maybe I can help that guy she loves, see her as I do!" When his friend's eyes grew big as saucers and let out an annoyed growl, he frowned. "What?"

Plagg rolled his eyes and shook his head, "You're hopeless kid!" The cat creature flew over to his favorite spot in his human's bed.

Adrien glanced out his windows and stared at the sparkling stars in the sky as he settled into bed. He noticed Plagg was already yawning, then snoring the second his head hit the pillow. The teen thought of the night he'd just spent with his friend and smiled to himself. The song he created while dancing with Marinette began to play in his mind and he smiled a bit wider, his heart beating fast. He wasn't alone, but he was still waiting for his lady.

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"Night… Kitty." Marinette whispered, watching as Chat leapt into the night and sighed. She covered her face with her hands for a moment and half whined half growled to herself, "What am I doing?" Her mind and heart were a mess of emotions and she wasn't sure if she wanted to scream, cry, or go to bed. What had gotten into her? Hawkmoth was getting closer and closer to obtaining their miraculous'. Was that why she was being more of a mental case than usual? It was bleeding into her happy thoughts of Adrien!

"Marientte?"

The blue eyed teen looked at her kwami through her separated fingers and sighed. She went to say something, but no sound came out. The small creature didn't look mad at her for her stupidity; in fact, her friend looked saddened. Was she disappointed with her?

"I… he… It… Chat…" When words continued to fail her, she simply looked at the floor and motioned for the ancient being to follow her back into her room. The silence stretched as the teen turned off the music, twinkle lights, and shut down her computer. She slipped into bed, sitting up, and sighed sadly, knowing she had to say something about what had just happened. How could she explain the swirling of emotions when she didn't understand most of it herself?

"I'm sorry, Tikki… I was being stupid… I shouldn't have said anything to him."

"You don't have to explain anything to me, Marinette. You didn't reveal that you're Ladybug and I don't think he even heard you say Adrien's name."

"So you aren't," Marinette squeezed her pillow to her chest, "mad at me?" She watched her kwami float closer.

"Oh Marinette… I could never be mad at you! I just don't like seeing you so sad… Maybe you-"

"I just feel guilty!" The fashion designer blurted out. "How can I be such a good person when I know that Chat is hurting? I'm the one hurting him, Tikki. What kind of person does that make me? Aren't I terrible?" Before a fresh batch of tears could erupt, the tiny creature was floating right in her face.

"Don't put yourself down! Chat was right. You _are_ a good person and a _great_ friend! It's ok that you are in love with someone. You aren't hurting him on purpose. Even he said that you can't help who you love…"

"But Tikki!" Marinette protested and bit her lip.

"No butts Marinette! I don't like when you put yourself down… Maybe… Maybe you should follow your own advice?" It was the closest thing Tikki could suggest without telling her friend to give Chat Noir a chance.

"My own advice?" The dark haired teen meekly whispered, unsure of the advice she'd given her partner.

"Yes. You told Chat that he thinks Ladybug is perfect, but that's not true. _Everyone_ has flaws! Maybe if you took a real look at Adrien, you might see something you didn't expect. Maybe he isn't so _perfect_. He's human, just like you… Try to see past his perfection and you just might surprise yourself at who he really is." Tikki chose her words as carefully as she could. She couldn't give his secret away, but she could hint at it as subtly as possible.

"You're… both right… I need to start looking past how perfect Adrien is… It's not going to be easy though… He's just so… perfect!" She chuckled at how lame she felt she was being. The fact that Marinette was still obsessed with Adrien showed she wasn't ready to fully understand what her small friend was saying.

"Oh Marinette!" Tikki sighed with a smile. She cuddled into the pillow and prepared to go to sleep. Secretly, she was hoping her holder could see the Chat in Adrien… or at least be able to talk to the boy.

Marinette glanced out her window at the glittering stars in the sky. She pushed aside her worries and allowed herself to smile. The song she created played in her mind and she smiled wider. She wasn't alone, but she was still waiting.

From two different locations in the city of love, two souls hummed their new songs. Created from loneliness and hope, the melody still swirled in their minds and hearts. As they both stared into the night sky, thinking of the one they loved most, a whisper of hope slipped passed their lips.

"I'm waiting… for you."

End…?

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**Author Notes:** I hope you all enjoyed this. I decided to leave it open in case my muse decided to play with it again. Who knows? I do like this ending so no promises! If you feel so inclined, then I'd appreciate any reviews. It might stir up my muse again and get her to stop being lazy! ^_^ Until next time!

OH! Here are their versions of the songs/poems below. These DO belong to me so please respect that. Thank you! 

**Marinette's Version**: 

It's not the look in your eyes;

Not the sound of your voice;

It's this moment that I'm wrapped up in.

We're just a speck here in time,

Where our hearts intertwine,

So let us take this town for a spin.

You see the stars in the sky,

As we walk side by side,

Now we're holding hands like lovers do.

I go to look in your eyes,

But I can't see your face,

So is this a dream I fell into?

This song is for you,

my heart and my soul,

It's for you alone.

So until that time

I'll be here so low,

With my lonely waltz.

I know this world is so grand,

Like a big marching band

And there's no one else for me but you.

To spend the day having fun,

Is all I want to do

Just a moment in this world -it's true.

This song is for you,

my heart and my soul,

It's for you alone.

So until that time

I'll be here so low,

With my lonely waltz.

I dance alone until you.

Only you.

Me and my lonely waltz,

I'm waiting for you.

****

**Chat Noir's Version**:

It's not the skip in your step,

Not the sound of your laugh,

It's this evening that I'm all lost in.

We're just trying to unwind,

There's no looking behind,

It's only your heart I want to win.

I see the stars in your eyes,

While we dance here in line,

I think we're both learning something new.

Now we're swaying to this song,

Two friends getting along,

But I promise I'm searching for you.

This song is for you,

my heart and my soul,

It's for you alone.

So until that time

When you make me whole,

I'm dancing a waltz.

I don't think this night is done,

I'll agree this was fun;

Still there's no one else for me but you.

I'm here holding your hand,

Acting like this was planned,

Just an evening in time - yes it's true.

This song is for you,

my heart and my soul,

It's for you alone.

So until that time

When you make me whole,

I'm dancing a waltz.

I swear to hold onto hope.

Only you.

Keeping my dreams alive,

I'm waiting for you.


End file.
